David R. Ellis (“The Final Destination 3D,” “Final Destination 2”) begins lensing the action-thriller in Shreveport, La., later this month.

Also joining the cast are Chris Carmack, Alyssa Diaz, Joel David Moore and Sinqua Walls.

From a script by Jesse Studenberg and Will Hayes, “Shark Knight” revolves around a group of college friends who spend the weekend at a lake house, only to find all sorts of dangerous sharks lurking beneath the waters.

Chris Briggs, Lynette Howell and Mike Fleiss are producing.

Paxton was last in theaters in “The Last House on the Left,” while Milligan’s feature credits include “Extract” and “The Messengers.” McPhee was most recently seen in “The House Bunny.” She also stars in the upcoming “You May Not Kiss the Bride.”

Nick Meyer and Marc Schaberg’s Sierra Pictures is the exclusive sourcing and sales agent for Incentive. “Shark Night” is the first film to fall under their partnership.

Sierra Pictures, launched by Meyer and Schaberg in June 2009, is an independent film financing, production and foreign sales company.

“Shark Night” did a flurry of presale business at Cannes in May, with Sierra striking a number of key territory deals. WME packaged the pic and is repping North American distribution rights.